1. What title/chapter of the South Dakota statutes is entitled "Uniform Partnership Act"?
2. What is the definition of a partnership in South Dakota?
"Partnership" means an association of two or more persons to carry on
as co-owners a business for profit formed under § 48-7A-202, predecessor law, or comparable
law of another jurisdiction
3. Must a partnership agreement be written to be effective in South Dakota?
statute cited in your answer to Question 2.
"Partnership agreement" means the agreement, whether written,
oral, or implied, among the partners concerning the partnership, including amendments to the
4. Is a partnership a business entity that is distinct (separate) from its partners in South Dakota?
48-7A-201: Yes. A partnership is an entity distinct from its partners. (b) A limited
liability partnership continues to be the same entity that existed before the filing of a statement of
qualification under § 48-7A-1001.
5. What matters are considered when determining whether a partnership has been formed in
48-7A-202: (c) In determining whether a partnership is formed, the following rules
(1) Joint tenancy, tenancy in common, tenancy by the entireties, joint property,
common property, or part ownership does not by itself establish a partnership, even if the co-
owners share profits made by the use of the property.
(2) The sharing of gross returns does not by itself establish a partnership, even if the
persons sharing them have a joint or common right or interest in property from which the returns
(3) A person who receives a share of the profits of a business is presumed to be a
partner in the business, unless the profits were received in payment:
(i) Of a debt by installments or otherwise;
(ii) For services as an independent contractor or of wages or other compensation to an
(iii) Of rent;
(iv) Of an annuity or other retirement or health benefit to a beneficiary,
representative, or designee of a deceased or retired partner;
(v) Of interest or other charge on a loan, even if the amount of payment varies with
the profits of the business, including a direct or indirect present or future ownership of the
collateral, or rights to income, proceeds, or increase in value derived from the collateral; or
(vi) For the sale of the goodwill of a business or other property by installments or
6. Is property acquired by the partnership property of the partnership or property of the
48-7A-203: Property acquired by a partnership is property of the partnership and not of
the partners individually.
7. List the general rights and duties of the partners in South Dakota.